Company Overview
−Removed: We are an end-to-end, full-service advertising and marketing platform primarily focused on providing advertising technology, data-driven campaign optimization and other solutions to help brands, agencies, middle market businesses deliver successful marketing results that drive return on investment ("ROI") across both the sell- and buy-side of the digital advertising ecosystem.
+Added: We are an end-to-end, full-service advertising and marketing platform primarily focused on providing advertising technology, data-driven campaign optimization and other solutions to help brands, agencies and middle market businesses deliver successful marketing results that drive return on investment ("ROI") across both the sell- and buy-side of the digital advertising ecosystem.
Direct Digital Holdings, Inc., incorporated as a Delaware corporation on August 23, 2021, is the holding company for DDH LLC, the business formed by our founders in 2018 through the acquisitions of Colossus Media and Huddled Masses.
−Removed: Colossus Media operates our proprietary sell-side programmatic platform (“SSP”) operating under the trademarked banner of Colossus SSP™, which provides advertisers of all sizes a programmatic advertising platform that automates the sale of ad inventory between advertisers and agencies leveraging proprietary technology.
−Removed: Our platform offers extensive reach within both general market and multicultural media partners to help Fortune 500 brands and agencies scale to reach highly sought after audiences and helps publishers find the right brands for their readers, as well as drive advertising yields across all channels:
−Removed: web, mobile, and connected TV ("CTV").
−Removed: Both buy-side advertising businesses, Orange 142 and Huddled Masses, provide technology-enabled advertising solutions and consulting services to clients through multiple leading demand side platforms (“DSPs”), across multiple industry verticals such as travel, education, healthcare, financial services, consumer products and other sectors with particular emphasis on small and mid-sized businesses transitioning into digital with growing digital media budgets.
+Added: Colossus Media operates our proprietary sell-side programmatic platform operating under the trademarked banner of Colossus SSP™.
+Added: In September 2020, DDH LLC acquired Orange 142, LLC (“Orange 142”) to further bolster its overall programmatic buy-side advertising platform and to enhance its offerings across multiple industry verticals.
In February 2022, we completed our initial public offering and certain organizational transactions which resulted in our current structure.
−Removed: In the digital advertising space, buyers, particularly small and mid-sized businesses, can potentially achieve significantly higher ROI on their advertising spend compared to traditional media advertising by leveraging data-driven over-the-top/connected TV (“OTT/CTV”), video and display, in-app, native and audio advertisements that are delivered both at scale and on a highly targeted basis.
+Added: In October 2024, we announced the unification of our buy-side businesses, Orange 142 and Huddled Masses.
+Added: Our sell-side advertising business, operated through Colossus Media, provides advertisers of all sizes a programmatic advertising platform that automates the sale of ad inventory between advertisers and marketers leveraging proprietary technology.
+Added: Our platform offers extensive reach across a wide array of media partners to help Fortune 500 brands, media holding companies, independent agencies or emerging businesses reach highly sought after audiences, curated creators and helps publishers find the right brands for their readers, as well as drive advertising yields across all channels:
+Added: web, mobile, and connected TV ("CTV").
+Added: Our platform offers top performing advertising inventory and creator content that aligns with Fortune 500 brands, media holding companies and mid-market agencies focusing on key growth audiences.
+Added: Our buy-side advertising business, now operating as Orange 142, provides technology-enabled advertising solutions and consulting services to clients through multiple leading demand side platforms (“DSPs”), across multiple industry verticals such as travel and tourism, higher education, energy, healthcare, financial services, consumer products and other sectors with particular emphasis on small and mid-sized businesses transitioning into digital with growing digital media budgets.
+Added: In the digital advertising space, buyers, particularly small and mid-sized businesses, can potentially achieve significantly higher ROI on their advertising spend compared to traditional media advertising by leveraging data-driven over-the-top/connected TV (“OTT/CTV”), video and display, in-app, native including programmatic, search, social, influencer marketing and audio advertisements that are delivered both at scale and on a highly targeted basis.
Programmatic Marketplace Transaction
The Sell-Side
−Removed: On the sell-side of the digital supply chain, the supply side platform (“SSP”), is an ad technology platform used by publishers to sell, manage and optimize the ad inventory on their websites in an automated and effective way.
+Added: On the sell-side of the digital supply chain, the supply side platform (“SSP”) is an ad technology platform used by advertisers, agencies, DSPs and publishers.
+Added: Advertisers, agencies and DSPs utilize the SSP to access publishers and markets that they might not be able to access directly or through larger DSPs and ad exchangers.
+Added: Publishers utilize the SSP to sell, manage and optimize the ad inventory on their websites in an automated and effective way.
The SSPs help the publishers monetize the display ads, video ads, and native ads on their websites and mobile apps.
−Removed: The SSPs have enhanced their functionalities over the years and have included ad exchange mechanisms to efficiently manage their ad
+Added: The SSPs have enhanced their functionalities over the years and have included ad exchange mechanisms to efficiently manage their ad inventory.
Also, SSPs allow the publishers to connect to DSPs directly instead of connecting through ad exchanges.
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The publisher makes its ad inventory available on an SSP and the SSP invites advertisers to bid based on the user’s data received.
−Removed: Each time the publisher’s web page loads, an ad request is sent to multiple ad exchanges and, in some cases, to the demand side platform directly from the SSP.
+Added: Each time the publisher’s web page loads, an ad request is sent to multiple demand sources which can include ad exchanges as well as DSPs directly from the SSP.
In the case of RTB media buys, many DSPs place bids for the impressions being offered by the publisher during the auction.
−Removed: The advertiser that bids a higher amount compared to other advertisers will win the bid and, in most cases, pay the second highest price plus $0.01 and in a few cases pay the highest price for the winning impression to serve the ads.
+Added: The advertiser that bids a higher amount compared to other advertisers will win the bid in the form of an auction.
The Sell-Side Platform:
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The Company’s platform allows the Company to sell, in real time, ad impressions from publishers to buyers and provides automated inventory management and monetization tools to publishers across various device types and digital ad formats.
−Removed: In 2023, our platform processed over 326 billion average monthly impressions, and served approximately 115,000 buyers.
+Added: In 2024, our platform processed over 212 billion
+Added: average monthly impressions and served approximately 168,000 buyers.
Each impression or transaction occurs in a fraction of a second.
−Removed: Given that most transactions take place in an auction/bidding format, we continue to make investment across the platform to further reduce the processing time.
+Added: Given that most transactions take place in an auction/bidding format, we continue to make investments across the platform to further reduce the processing time.
In addition to the robust infrastructure supporting our platform, it is also critical that we align with key industry partners in the digital supply chain.
Colossus SSP is agnostic to any specific DSP.
−Removed: To that end, Colossus SSP is integrated into several leading DSPs including but not limited to The Trade Desk, Google 360, Zeta Global, Xandr, Beeswax, Basis and Stirista.
−Removed: We continue to add new DSP partners especially where we believe the DSP might offer a unique advertising base seeking to target both our multicultural and general market audiences at scale.
−Removed: We help our advertiser clients efficiently reach multicultural and diverse communities including African Americans, Hispanic/Latin, Asian Americans and LGBTQIA+ customers in highly targeted campaigns.
−Removed: This business began as a trading desk supporting advertisers’ desires to reach diverse audiences and we have evolved into the preeminent ad tech platform to support this goal.
−Removed: We partner with publishers that range from small to large in scale across both general and multicultural markets such as Hearst, MediaVine, Gannett, Ebony Magazine, Blavity, La Nacion and many others.
−Removed: Colossus SSP partners with publishers to sell advertising inventory to our Colossus Media-curated clients and the open markets (collectively referred to as “buyers”) seeking to access the general market as well as unique multi-cultural audiences.
−Removed: Buyers may include small and mid-sized buyers as well as larger, Fortune 500 industry leading brands and multinational agencies, along with intermediaries that sit between Colossus SSP and the end buyers.
−Removed: Our proprietary Colossus SSP was custom developed with a view towards the specific challenges facing small and mid-sized publishers with the belief that smaller publishers often offer a more engaged, highly-valued, unique following but experience technological and budgetary constraints on the path to monetization.
−Removed: Our business strategy on the sell-side also presents significant growth potential, as we believe we are well positioned to be able to bring underserved multicultural publishers into the advertising ecosystem, thereby increasing our value proposition across all clients including our large clients.
+Added: We continually add new DSP partners especially where we believe the DSP might offer a unique advertising base seeking to target both our growth and general market audiences at scale.
+Added: This business began as a trading desk supporting advertisers’ desires to reach growth audiences and we have evolved into a preeminent ad tech platform to support reaching all audiences at scale.
+Added: We partner with publishers that range from small to large in scale spanning from those with multi-million viewers daily to those who curate a small niche and loyal viewership.
+Added: Colossus SSP partners with publishers to sell advertising inventory to our Colossus SSP-curated clients and the open markets (collectively referred to as “buyers”) seeking to access the general market as well as unique multi-cultural audiences.
+Added: Buyers may include small and mid-sized buyers as well as larger, Fortune 500 industry leading brands and multinational or regional agencies, along with intermediaries that sit between Colossus SSP and the end buyers.
+Added: Our proprietary Colossus SSP platform was custom developed with a view towards the specific challenges facing small and mid-sized publishers with the belief that smaller publishers often offer a more engaged, highly-valued, unique following but experience technological and budgetary constraints on the path to monetization.
+Added: Our business strategy on the sell-side also presents significant growth potential, as we believe we are well positioned to provide advertisers of all sizes with extensive market reach connecting partners with curated creators and audiences, optimizing the entire media chain to drive better results for clients.
We believe that our technology curates unique, highly optimized audiences informed by data analytics, artificial intelligence and algorithmic machine-learning technology, resulting in increased campaign performance.
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The Buy-Side Business:
−Removed: Huddled Masses & Orange 142
−Removed: The buy-side segment is operated through Orange 142, which has been in operation since 2013, and Huddled Masses, which has been in operation since 2012.
−Removed: The buy-side segment allows us to facilitate the procurement of digital advertising inventory (ad space) on behalf of our clients, as well as offer a comprehensive suite of end-to-end media solutions.
+Added: The buy-side segment is now operated through Orange 142, which has been in operation since 2013.
+Added: The buy-side segment allows us to facilitate the procurement of digital advertising inventory (ad space) on behalf of our clients, as well as offer a comprehensive suite of end-to-end media solutions and technology services.
We specialize in tailoring strategies that enhance visibility, engage target audiences, and drive quantifiable Key Performance Indicators (“KPIs”) and tangible business outcomes.
The landscape of advertising is rapidly evolving, with digital channels gaining prominence over traditional advertising placements.
−Removed: Our buy-side platform is equipped with cutting-edge technology for first-party data management, media procurement, campaign execution, and analytics.
+Added: Our buy-side business utilizes cutting-edge technology for first-party data management, media procurement, campaign execution, and analytics.
This technological foundation empowers our clients to achieve enhanced ROI across a diverse range of digital media channels.
−Removed: Our platform interfaces with prominent programmatic DSPs, social media networks, and search engines, granting us the ability to harness customer insights across multiple channels.
+Added: We interface with prominent programmatic DSPs, social media networks, and search engines, granting us the ability to harness customer insights across multiple channels.
This cross-channel approach optimizes campaign performance and ROI for our clients.
−Removed: By adopting a platform-agnostic stance, our buy-side division offers extensive market access, enabling clients to purchase advertisements seamlessly across various mediums such as desktop, mobile, connected TV, streaming audio, social media, and digital billboards.
−Removed: A distinctive feature of our technology is its visibility across inventory, facilitating the creation of customized audience segments at scale.
−Removed: Based on client objectives and selected advertising channels, our buy-side platform offers forecasting and in-depth market insights.
+Added: By adopting a platform-agnostic stance, our buy-side division
+Added: offers extensive market access, enabling clients to purchase advertisements seamlessly across various mediums such as desktop, mobile, connected TV, streaming audio, social media, and digital billboards.
+Added: A distinctive feature of our offering is its visibility across inventory, facilitating the creation of customized audience segments at scale.
+Added: Based on client objectives and selected advertising channels, our buy-side business offers forecasting and in-depth market insights.
These tools empower our clients to enhance their Return on Advertising Spend (“ROAS”) across channels.
Our buy-side segment primarily caters to small-to-mid-sized businesses, empowering them to leverage advanced advertising technology for targeted engagement.
−Removed: Our technology allows for direct, one-on-one interactions with potential customers, tailored to local markets, media devices, and footprints.
−Removed: Leveraging data analytics, we assess potential buyers' decision-making processes and optimize campaign strategies accordingly.
+Added: Our technology allows for direct, one-on-one interactions with potential customers, tailored to local and regional markets, media devices, and footprints.
+Added: By leveraging data analytics, we assess potential buyers' decision-making processes and optimize campaign strategies accordingly.
We understand that small and mid-sized businesses often operate within constrained marketing budgets and localized footprints.
Our objective is to deliver precise, ROI-focused advertising solutions that offer measurable campaign success.
−Removed: For the fiscal year ended December 31, 2023, we served approximately 234 small-to-mid-sized clients through our buy-side segment.
−Removed: Our buy-side leverages leading DSPs and advertising channels such as The Trade Desk, Xandr, Google DV360, Basis, Beeswax, Meta, among others.
+Added: We serve the needs of about 230 small-to-mid-sized clients through our buy-side segment.
+Added: Our buy-side leverages leading DSPs and advertising channels.
This collaboration empowers us to drive increased advertising ROI and reduce customer acquisition costs for our clients.
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Shift from Linear Broadcast to OTT/CTV .
−Removed: According to Emarketer, combined Linear TV and CTV ad spend will grow every year through to the end of 2027, when it will reach nearly $100 billion.
−Removed: CTV will account for all of the growth, with spend expecting to increase by $5.5 billion year over year in 2024 to $42.4 billion by end of 2027.
+Added: According to Emarketer as of October 2023, combined Linear TV and CTV ad spend will grow every year through the end of 2027, when it will reach nearly $100 billion.
+Added: CTV will account for all of the growth, with spend expecting to increase by $5.5 billion year over year to $42.4 billion by end of 2027.
The increase in video streaming has led to online sources becoming the default for TV viewing for a majority of TV viewers with broadband at home.
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We believe this market is rapidly expanding, and that small to-mid-sized advertisers will continue to increase their digital spend.
−Removed: Significant Increase in Multicultural Audience and Targeted Content.
−Removed: As digital media has grown and emerging marketing channels continue to gain adoption, audience segmentation, including on multicultural lines, has become more granular.
−Removed: A growing and increasing segment of those audiences is the multicultural audience, which has been traditionally underserved in the industry.
−Removed: According to the U.S.
−Removed: Census Bureau, racial minority and multi-racial consumers represent 41% of the U.S.
−Removed: population and are projected to be the numerical majority in the U.S.
−Removed: When we expand the definition of multicultural to include LGBTQIA+ customers, the numbers are significantly greater.
−Removed: Advertisers and publishers alike face the same challenge.
−Removed: Advertisers are seeking new avenues and opportunities to connect with multicultural audiences in their natural media consumption environments while publishers are producing unique content to attract loyal consumers.
−Removed: The advantage will go to those innovative companies able to directly connect both sides to those audiences and leverage the insights flowing from those connections.
Local Ad Buying Becoming More Programmatic.
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The technology behind programmatic advertising, such as geotargeting, IP address identification, 1-3-5 radius store location advertising, has provided the opportunity for targeted local advertising to smaller advertisers, which technologies in the past have been more easily available to larger national advertisers.
−Removed: We believe being able to go into a programmatic platform and target
−Removed: the same audience across all digital inventory is a major competitive advantage.
+Added: We believe being able to go into a programmatic platform and target the same audience across all digital inventory is a major competitive advantage.
Additionally, we also believe that the ability to customize audiences to the needs of local providers is a significant benefit for local advertisers since they are able to deviate from the broad audience segments defined by national advertisers.
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Potential Death of Cookies Could Destabilize Small-to-Mid-Size Business Ad Market.
−Removed: As the advertising industry faces a potential phase out of third-party cookies, small-to-mid-sized business are starting to face greater challenges in the adoption and transition to digital.
+Added: As the advertising industry faces a potential phase out of third-party cookies, small-to-mid-sized businesses are starting to face greater challenges in the adoption and transition to digital.
While first-party data driven by first-party cookies will still have broad-based advertising support, more robust advertising efforts could experience some level of performance degradation.
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On the buy-side of our business, our customers consist of purchasers of digital advertising inventory (ad space).
−Removed: We serve the needs of over 230 small and mid-sized clients, consisting of advertising buyers, including small and mid-sized companies, large advertising holding companies (which may manage several agencies), independent advertising agencies and mid-market advertising service organizations.
+Added: We serve the needs of about 230 small and mid-sized clients, consisting of advertising buyers, including small and mid-sized companies, large advertising holding companies (which may manage several agencies), independent advertising agencies and mid-market advertising service organizations.
Many advertising agencies and advertising holding companies have a decision-making function that is generally highly decentralized, such that purchasing decisions are made, and relationships with advertisers are located, at the agency, local branch or division level.
−Removed: We serve a variety of customers across multiple industries including travel/tourism (including destination marketing organizations or “DMOs”), education, energy, consumer packaged goods (“CPG”) healthcare, financial services (including cryptocurrency technologies) and other industries.
−Removed: Some of the significant brands we work with on the buy-side include Visit Virginia Beach, Pigeon Forge, Emory University and City of Colorado Springs.
+Added: We serve a variety of customers across multiple industries including travel/tourism (including destination marketing organizations or “DMOs”), education, energy, consumer packaged goods, healthcare, financial services and other industries.
Our Competitive Strengths
We believe the following attributes and capabilities form our core strengths and provide us with competitive advantages:
+Added: • Humanizing technology through personalized programmatic advertising.
+Added: We prioritize personal relationships, ensuring each client receives dedicated support and tailored programmatic solutions regardless of company size.
+Added: Combining cutting-edge technology with a people-first approach makes programmatic advertising more accessible, transparent, and results-driven.
+Added: Our high-touch service model ensures clients feel valued, supported, and empowered to succeed in the evolving digital landscape.
+Added: Marketing may be highly automated, but people are at the heart of every transaction - from marketers expressing their brand promises, publishers safeguarding their user experience, and ultimately, the consumer, who will make decisions based on the ads seen.
+Added: We take a hands-on approach, ensuring that every campaign is thoughtfully designed and supported by real and highly experienced people who care about our client’s success.
+Added: Our unique perspective across the buy-side and sell-side allows us to offer comprehensive, tailored solutions that address the full spectrum of programmatic needs - we know what campaign success looks like for both the advertiser and publisher.
• End-to-End, Technology-Driven Solution Focused on Providing Higher Value to Underserved Markets.
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Small and mid-sized companies are looking for partners that can drive results across the entire digital supply chain.
−Removed: On the Colossus SSP, we offer a wide range of niche and general market publishers an opportunity to maximize advertising revenue driven by technology-enabled targeted advertising to multicultural and other
+Added: On the Colossus SSP, we offer a wide range of publishers an opportunity to maximize advertising revenue driven by technology-enabled targeted advertising to reach all audiences.
We believe our technology’s ability to tailor our efforts to our client-specific needs and inform those efforts with data and algorithmic learnings is a long-term advantage to serving this end of the market.
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In the advertising industry, inventory quality is assessed in terms of IVT, which can be impacted by fraud such as “fake eyeballs” generated by automated technologies set up to artificially inflate impression counts.
−Removed: Through our platform design and proactive IVT mitigation efforts, including our accredited verification partners, we address IVT on a number of fronts, including sophisticated technology, which detects and avoids IVT on the front end;
−Removed: direct publisher and inventory relationships, for supply path optimization;
−Removed: and ongoing campaign and inventory performance review, to ensure inventory quality and brand protection controls are in place.
+Added: Through our platform design and proactive IVT mitigation efforts, including our accredited verification partners, we address IVT on a number of fronts, including sophisticated technology which detects and avoids IVT on the front end and back end, direct publisher and inventory relationships for supply path optimization and ongoing campaign and inventory performance reviews to ensure inventory quality and brand protection controls are in place.
• Curated Data-Driven Sell-Side Platform to Support Customers.
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• High Client Retention Rate and Cross Selling Opportunities.
−Removed: During 2023, we had approximately 115,000 buyers on the sell-side and approximately 234 clients on the buy-side.
+Added: During 2024, we had approximately 168,000 buyers on the sell-side and about 230 clients on the buy-side.
They understand the independent nature of our platform and relentless focus on driving ROI-based results.
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We are technology and media agnostic, and our clients trust us to provide the best opportunity for success of their brands and businesses.
−Removed: As a result, our clients have been loyal, with approximately 90% client retention amongst the clients that represent approximately 80% of our revenues for the fiscal years ended December 31, 2023 and 2022.
+Added: As a result, our clients have been loyal, with approximately 80% client retention amongst the clients that represent approximately 80% of our revenues for 2024.
In addition, we cultivate client relationships through our pipeline of managed and moderate serve clients that conduct campaigns through our platform.
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• Growing and Profitable Business Model.
−Removed: For 2022 and 2023, we grew our revenue steadily and have increased our gross profit, which we believe demonstrates the power of our technology platform, the strength of our client relationships and the leverage inherent to our business model.
+Added: In 2022 and 2023, we grew our revenue steadily and increased our gross profit, which we believe demonstrates the power of our technology platform, the strength of our client relationships and the leverage inherent to our business model.
For the years ended December 31, 2023 and 2022, our revenue was $157.1 million and $89.4 million , respectively.
For the years ended December 31, 2023 and 2022, our gross profit was $37.6 million and $29.3 million , respectively.
+Added: For 2024, our revenue and gross profit were $62.3 million and $17.4 million , respectively.
+Added: The decrease in revenue and gross profit in 2024 compared to the prior year was primarily caused by one of the Company’s sell-side customers pausing its connection to the Company during the second quarter of 2024 while it investigated allegations made against the Company in a defamatory article / blog post which the Company believes was part of a coordinated misinformation campaign.
+Added: This customer reconnected the Company on May 22, 2024 and sell-side volumes have resumed but not yet at the levels experienced prior to the pause in May 2024, which affected the entirety of the quarters ended September 30, 2024 and December 31, 2024.
+Added: We believe that this incident, and its impact on our results of operations during 2024, is not reflective of the strength of our underlying business model.
• Solutions for the Potential Destabilization of Advertising.
As the advertising industry faces a potential phase out of third-party cookies in the future, we have begun integrating identity resolution solutions in order to provide our clients with accurate, targeted advertising without cookies.
−Removed: We will be investing in artificial intelligence and machine learning technology to further build out our data graph from first-party and third-party data sources and will facilitate matches and relations between the disparate sets of data.
+Added: We will be investing in artificial
+Added: intelligence and machine learning technology to further build out our data graph from first-party and third-party data sources and will facilitate matches and relations between the disparate sets of data.
• Experienced Management Team.
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Specifically, our two founders, Chairman and Chief Executive Officer Mark Walker and President Keith Smith, have over 45 years of combined experience.
−Removed: The team has led digital marketing efforts for companies both large and small, with unique experience leading small and mid-sized companies through the challenges of transitioning platforms into the programmatic advertising space.
+Added: The team has led digital marketing efforts for both large and small companies with unique experience leading these companies through the challenges of transitioning platforms into the programmatic advertising space.
Our Chief Technology Officer, Anu Pillai, is experienced in developing digital platforms on both the sell-side and buy-side, ranging from consumer-packaged goods (“CPG”) companies focused on e-commerce to publishers seeking to monetize their ad inventory.
−Removed: Our Chief Financial Officer, Diana Diaz, a former audit senior manager at Deloitte &
−Removed: Touche LLP, has significant experience working as CFO of a high growth microcap public company for more than ten years as well as other CFO and leadership roles at public and nonpublic companies.
−Removed: Our Chief Growth Officer, Maria Lowrey, was named a top 100 Diversity Leader in Energy and has over 20 years of senior level leadership experience working across energy, home services, and steel sectors.
−Removed: ● ESG-Centered Strategy.
−Removed: We believe our business strategy promotes the ideals of a business focused on environmental, social and governance (“ESG”) issues, with particular focus on social and governance issues.
−Removed: Our unique focus has already resulted in numerous partnerships with both large and small advertisers as the multicultural market continues to grow and expand.
−Removed: In addition, we have been designated as a top minority owned business and National Minority Supplier Diversity Council (“NMSDC”) certified to work with top Fortune 500 companies, brands and agencies to help them reach their social diversity, equity and inclusion (“DEI”) objectives and budget commitments across our media and advertising platform.
−Removed: We believe it is essential for our organization, from top to bottom, to understand and relate to the issues our clients face on both the sell-side and buy-side.
−Removed: Our founders are of African-American descent and founded our Company on multicultural principles designed to alleviate the challenges that buyers and publishers face accessing an expansive multicultural market.
−Removed: Our management team reflects the tone and tenor of our multicultural audiences and our policies on gender equality and gender pay.
−Removed: More than 70% of our management are women and/or identify as being from a diverse background, including all five of our executive officers.
−Removed: We manage our hiring processes in full compliance with applicable laws and regulations, including anti-discrimination statutes.
+Added: Our Chief Financial Officer, Diana Diaz, a former audit senior manager at Deloitte & Touche LLP, has significant experience working as CFO of a high growth microcap public company for more than ten years as well as other CFO and leadership roles at public and nonpublic companies.
+Added: Our Chief Growth Officer, Maria Lowrey, was named a top 100 Leader in Energy and has over 20 years of senior level leadership experience working across publicly traded companies leading customer acquisition sales channels, scaling sales channels, and forging relationships that deliver material growth through business-to-business (“B2B”) or business-to-business-to-consumer (“B2B2C”) strategic partnerships.
+Added: • Industry Recognition.
+Added: We have been designated as a top minority owned business and National Minority Supplier Diversity Council (“NMSDC”) certified to work with top Fortune 500 companies, brands and agencies to help them achieve their strategic goals by working with our media and advertising platform.
Environmental
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• Continue to expand our highly productive “on the ground” sell-side and buy-side sales teams throughout the United States, with a particular focus on markets where we believe our client base is underserved.
−Removed: ● Utilize management’s experience to identify and close additional acquisition opportunities to accelerate expansion into new industry verticals, grow market share and enhance platform innovation capabilities.
+Added: • Utilize management’s experience to identify and close additional acquisition opportunities to accelerate expansion into new industry verticals, grow market share and enhance platform innovation capabilities to create new sales channels.
• Leverage our end-to-end product offering as a differentiating factor to win new business and cross-sell to existing clients.
−Removed: ● Aggressively grow the Colossus SSP advertising inventory, including both multicultural and general inventory.
−Removed: We aim to increase our omni-channel capabilities to focus on highest growth content formats such as OTT/CTV audio (such as podcasts, etc.), in-app and others.
−Removed: ● Continue to innovate and develop our data management platform and proprietary data graph and collect first-party data to inform decision-making and optimize client campaigns.
+Added: • Aggressively grow our curated audience offerings to ensure we are helping our Fortune 500 brands, media holding companies, independent agencies or mid-market businesses reach the consumers most important to them through the multiple channels they are engaging with, including high growth content formats such as OTT/CTV in-app and Digital Out of Home (“DOOH”).
+Added: • Continue to innovate and develop our audience curation and data targeting capabilities to inform decision-making and optimize client campaigns.
• Invest in further optimization of our infrastructure and technology solutions to maximize revenue and operating efficiencies.
−Removed: We generate revenues through a broad range of offerings throughout our technology platforms.
−Removed: On the sell-side of our business, through our proprietary Colossus SSP, we generate revenues by enabling programmatic media buyers to buy ad inventory from our host of publishers and content creators aggregated to provide access to buyers at scale.
+Added: We generate revenues through a broad range of offerings.
+Added: On the sell-side of our business, through our proprietary Colossus SSP, we generate revenues by selling advertising inventory (digital ad units) that we purchase from publishers to advertisers through a process of monetizing ad impressions on our proprietary sell-side programmatic platform operating under the trademarked banner Colossus SSP.
+Added: The platform enables programmatic media buyers to buy ad inventory from our host of publishers and content creators aggregated to provide access to buyers at scale.
Advertisers and agencies often have a large portfolio of brands requiring a variety of campaign types and support for a wide array of inventory formats and devices, including OTT/CTV, video and display, in-app, native and audio.
Our omni-channel proprietary technology platform is designed to maximize these various advertising channels, which we believe is a further driver of efficiency for our buyers.
−Removed: As of December 31, 2023, the platform is comprised of publishers across multiple channels including OTT/CTV, display, native, in-app, online video (“OLV”), audio and digital out-of-home (“DOOH”).
−Removed: Through our platform during 2023, we processed approximately 326 billion monthly impressions across many unique audiences including multicultural audiences at scale with 41 billion, or 13%, of those impressions being diverse and multicultural- focused, including African Americans, Latin Americans, Asian Americans and LGBTQIA+ customers.
+Added: The platform is comprised of publishers across multiple channels including OTT/CTV, display, native, in-app, online video (“OLV”), audio and DOOH.
+Added: In 2024, we processed approximately 212 billion average monthly impressions across many unique audiences including multicultural growth audiences at scale with 59 billion, or 28%, of those impressions from growing multicultural-focused audiences.
We provide our publishers with access to a host of media buyers on a daily basis.
−Removed: Our publishers, through our platform, had access to approximately 115,000 buyers of ad inventory in December 2023.
+Added: Our publishers, through our platform, had access to approximately 168,000 buyers of ad inventory over 2024.
We have a sales team working on behalf of our publishers to enlist more ad buyers across all media channels to generate more revenue for our publishers.
−Removed: The Colossus SSP continues to expand its capabilities to give our content providers more avenues to distribute ad inventory such as OTT/CTV, digital audio, DOOH, etc.
−Removed: and inform our publishers to enhance their ad selling needs by distributing content in various forms to meet the rising demands of the ad buying community.
−Removed: On the buy-side of our business, our team of savvy digital strategists, skilled software developers, experienced ad buyers or traders, expert technicians and data analysts drives the execution of advertising strategies across an array of digital channels including programmatic advertising, social, paid search, mobile, native, email, video advertising, OTT/CTV, audio, DOOH and more.
+Added: The Colossus SSP continues to expand its capabilities to give our content providers more avenues to distribute ad inventory such as through OTT/CTV, digital audio, DOOH, and other channels and inform our publishers to enhance their ad selling needs by distributing content in various forms to meet the rising demands of the ad buying community.
+Added: On the buy-side of our business, we generate revenue from customers that enter into agreements with us to provide managed advertising campaigns, which include digital marketing and media services to purchase digital advertising space, data and other add-on features.
+Added: Our team of savvy digital strategists, skilled software developers, experienced ad buyers or traders, expert technicians and data analysts drives the execution of advertising strategies across an array of digital channels including programmatic advertising, social, paid search, mobile, native, email, video advertising, OTT/CTV, audio, DOOH and more.
In the world’s constantly shifting and expanding digital landscape, where it is easy for “set it and leave it” mentalities and impersonal algorithms to steer digital advertising campaigns, our data-driven approach enables customized ROI-focused outcomes for our clients.
−Removed: We have a wide variety of small and mid-sized companies representing numerous industry verticals such as travel, education, healthcare, financial services, and consumer goods and services.
+Added: We have a wide variety of small and mid-sized companies representing numerous industry verticals such as travel and tourism, higher education, energy, healthcare, financial services, and consumer goods and services.
We are typically engaged on an “insertion order” or master services agreement, with the typical engagement driven by the campaign goals of the client.
3 unchanged sentences
We market our products and services to sellers and buyers through our national sales team that operates from various locations across the United States.
−Removed: This team leverages market knowledge and expertise to demonstrate the benefits of programmatic advertising and how we can drive better performance and results for our clients.
+Added: This team leverages market knowledge and expertise to demonstrate the benefits of data driven advertising solutions across a range of platforms, including programmatic, search, social, CTV and influencer marketing and how we can drive better performance and results for our clients.
We are focused on expanding our national sales presence primarily by growing our sales personnel presence in certain states and regions around the country in which we currently operate and/or are seeking to establish a presence.
2 unchanged sentences
For the buy-side platform, our sales team has three fundamental components:
−Removed: (1) a consulting services team that advises clients on a more enterprise level in the design and implementation of a digital media strategy;
−Removed: (2) a professional services team with each seller integration to assist sellers in getting the most value from our solution;
+Added: (1) a consulting services team that advises clients on a more enterprise level in the design and implementation of a digital media strategy or necessary technology marketing stack to ensure their media dollars are optimized to the fullest potential;
+Added: (2) a professional sales team with each salesperson working with clients to provide customized digital media plans based on the client’s ROI goals and budgets;
and (3) our client services team that works closely with clients to manage and/or support campaigns.
1 unchanged sentence
We often present at industry conferences, create custom events and invest in public relations.
−Removed: In addition, our marketing team advertises online and in other forms of media, creates case studies, sponsors research, writes whitepapers, publishes marketing collateral, generates blog posts and undertakes client research studies.
+Added: addition, our marketing team advertises online and in other forms of media, creates case studies, sponsors research, writes whitepapers, publishes marketing collateral, generates blog posts and undertakes client research studies.
Sell-Side Competition
−Removed: On the sell-side of the digital advertising industry, competition is robust but more limited in that there were approximately 80 SSPs in operation including Pubmatic, Magnite and Acuity Ads.
+Added: On the sell-side of the digital advertising industry, competition is robust but more limited in that there were fewer than 80 SSPs in operation during 2024 including Pubmatic, Magnite and Acuity Ads.
We continue to refine our offering so that it remains competitive in scope, ease of use, scalability, speed, data access, price, inventory quality, brand security, customer service, identity protection and other technological features that help sellers monetize their inventory and buyers increase the return on their advertising investment.
12 unchanged sentences
There has been rapid evolution and consolidation in the advertising technology industry, and we expect these trends to continue, thereby increasing the capabilities and competitive posture of larger companies, particularly those that are already dominant in various ways, and enabling new or stronger competitors to emerge.
−Removed: Based on the current focus of our competitors, there is even more pronounced opportunity for engagement in the underserved and multicultural markets on which we focus our Company’s efforts today.
Seasonality in Our Business
1 unchanged sentence
For example, in our sell-side advertising segment, many advertisers allocate the largest portion of their budgets to the fourth quarter of the calendar year in order to coincide with increased holiday purchasing.
−Removed: Historically, for our buy-side advertising segment, the second and third quarters of the year reflect our highest levels of advertising activity and the first quarter reflects the
−Removed: lowest level of such activity.
+Added: Historically, for our buy-side advertising segment, the second and third quarters of the year reflect our highest levels of advertising activity and the first quarter reflects the lowest level of such activity.
We expect our revenue to continue to fluctuate based on seasonal factors that affect the advertising industry as a whole.
3 unchanged sentences
We have not experienced any labor-related work stoppages and believe our relations with our employees are good.
−Removed: We promote a diverse workforce and believe that it fosters innovation and cultivates an environment filled with unique perspectives.
−Removed: As a result, in compliance with applicable laws and regulations, diversity and inclusion are part and parcel of our ability to meet the needs of our customers.
Respect for human rights and a commitment to ethical business conduct are fundamental to our business model.
4 unchanged sentences
We rely on intellectual property laws, including trade secret, copyright and trademark laws in the U.S.
−Removed: and abroad, and use contracts, confidentiality procedures, non-disclosure agreements, employee disclosure and invention assignment agreements and other contractual rights to protect our intellectual property.
+Added: and abroad, and use contracts,
+Added: confidentiality procedures, non-disclosure agreements, employee disclosure and invention assignment agreements and other contractual rights to protect our intellectual property.
We own intellectual property related to our owned sites.
We acquired the license to our proprietary Colossus SSP platform in 2022 from our third-party developer.
−Removed: As of December 31, 2023, we owned approximately four websites and URLs in varying stages of development to support our marketers advertising efforts.
−Removed: We also hold eight U.S.
+Added: As of December 31, 2024, we owned four websites and URLs in varying stages of development to support our marketers advertising efforts.
+Added: We also hold seven U.S.
registered trademarks.
7 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.